1. Parties and Acceptance
These Terms of Service ("Terms") form a binding agreement between you, the business entity or individual purchasing services ("Client"), and SEOGrafix LLC, a limited liability company organized under the laws of the State of Wyoming, USA, with its registered business address at 30 N Gould St Ste N, Sheridan, SHERIDAN COUNTY, WY 82801 US ("SEOGrafix", the "Agency", "we", or "us"). By submitting payment, signing a proposal, or otherwise engaging our services, the Client confirms that it has read, understood, and agrees to be bound by these Terms. If you accept on behalf of a company, you represent that you have authority to bind that company.
2. Scope of Work
The Agency provides customized professional consulting, search engine optimization, content strategy, data analytics, and digital marketing retainers. The specific deliverables for each engagement are defined by the service description published in our A la Carte Pricing Catalog, our Retainer packages, or a written proposal accepted by the Client (each, a "Scope"). Work outside the agreed Scope requires a separate written agreement and may be subject to additional fees.
3. Retainer and Billing Structure
Services are delivered on a pre-paid monthly retainer or milestone basis. All prices are stated in United States Dollars (USD) and exclude any applicable taxes, which are the Client's responsibility. Work commences only upon receipt of cleared funds. Monthly retainers renew automatically on the same calendar day each month until cancelled in accordance with our Refund and Cancellation Policy. Advertising spend paid to third-party platforms (such as Google Ads or Meta) is not included in management fees and is billed directly to the Client by those platforms.
4. Client Responsibilities
The Client agrees to provide timely access to websites, content management systems, analytics, tag management, and advertising accounts reasonably required to perform the Scope; to supply accurate business information; and to review and approve deliverables promptly. Delays caused by the Client's failure to provide access or approvals do not extend any refund rights and do not suspend billing.
5. No Unrealistic Guarantees Disclaimer
The Agency applies industry best practices; however, the Client acknowledges that third-party search engines and ad platforms maintain proprietary algorithms beyond the direct control of the Agency. The Agency does not guarantee specific numerical rankings or traffic volumes, but guarantees the diligent execution of agreed technical deliverables. Any forecasts, projections, or examples are illustrative and do not constitute a promise of results.
6. Intellectual Property
Upon full payment, the Client receives a perpetual, non-exclusive license to use the final deliverables produced specifically for the Client for its own business purposes. The Agency retains ownership of its pre-existing methodologies, templates, tools, and know-how. The Agency may reference the Client's name as a client unless the Client opts out in writing.
7. Confidentiality
Each party shall keep confidential all non-public information disclosed by the other party, including account credentials, analytics data, and business strategy, and shall use it solely to perform or receive the services. This obligation survives termination of the engagement.
8. Limitation of Liability
To the maximum extent permitted by law, the Agency shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including lost profits, lost revenue, or loss of data, arising from or related to the services. The Agency's total aggregate liability for any claim shall not exceed the fees actually paid by the Client to the Agency in the one (1) month preceding the event giving rise to the claim.
9. Indemnification
The Client shall indemnify and hold harmless the Agency from any claims arising from content, products, or materials supplied by the Client, or from the Client's violation of applicable law or third-party platform policies.
10. Chargebacks and Payment Disputes
The Client agrees to contact the Agency at info@seografix.com to resolve any billing concern before initiating a payment dispute. Initiating a chargeback for services that were delivered in accordance with these Terms constitutes a breach of this agreement, and the Agency reserves the right to suspend services and provide documentation of delivered work to the payment processor.
11. Termination
Either party may terminate a retainer as described in the Refund and Cancellation Policy. The Agency may suspend or terminate services immediately if the Client fails to pay, breaches these Terms, or requests work that is unlawful or violates platform policies.
12. Governing Law and Venue
These Terms are governed by the laws of the State of Wyoming, United States, without regard to conflict-of-law principles. Any dispute shall be resolved exclusively in the state or federal courts located in Sheridan County, Wyoming, and both parties consent to that jurisdiction.
13. Miscellaneous
These Terms, together with any accepted Scope, constitute the entire agreement between the parties. If any provision is held unenforceable, the remaining provisions remain in full effect. The Agency may update these Terms by posting a revised version on this page; changes apply to services purchased after the update.
14. Contact
SEOGrafix LLC · 30 N Gould St Ste N, Sheridan, SHERIDAN COUNTY, WY 82801 US · info@seografix.com